Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing.
On April 2, 2018, Immunomedics, Inc. (the Company) held its annual meeting of stockholders (the Annual Meeting). As previously announced, Brian A. Markison, a former member of the Board of Directors of the Company (the Board) and former member of the audit committee of the Board (the Audit Committee), did not stand for reelection at the Annual Meeting.
On April 13, 2018, the Company notified the Listing Qualifications Department of the Nasdaq Stock Market LLC (Nasdaq) that, following the Annual Meeting, and as a result of Mr. Markison not standing for reelection, the Company was no longer in compliance with Nasdaq Listing Rule 5605(c)(2)(A), which requires that the audit committee of a listed company be composed of at least three independent directors.
On April 17, 2018, the Company received confirmation from Nasdaq noting that the Company was no longer in compliance with Nasdaqs audit committee composition requirements as set forth in Nasdaq Listing Rule 5605(c)(2)(A) (the Notice). The Notice also stated, among other things, that, pursuant to Nasdaq Listing Rule 5605(c)(4), the Company is entitled to a cure period to reestablish compliance with Nasdaq Listing Rule 5605(c)(2)(A), which cure period will expire upon the earlier of the Companys next annual meeting of stockholders and April 2, 2019; or, if the Companys next annual meeting of stockholders is held before October 1, 2018, by October 1, 2018.
The Company is initiating a search to identify qualified candidates to replace Mr. Markison as a director of the Company and member of the Audit Committee.